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Aviva Industries Limited Proxy Solicitation & Information Statement 2025

Sep 24, 2025

61407_rns_2025-09-24_423b77c3-f1f4-4485-9855-c53dbca23947.pdf

Proxy Solicitation & Information Statement

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To, Department of Corporate Services BSE Limited Phiroze Jeejeebhoy Towers Dalal Street Mumbai — 400 001 Scrip Code: 512109

Dear Sir/ Madam,

Subject: Corrigendum to the Notice of 41 Annual General Meeting of the Company to be held on September 30, 2025

Ref: Our intimation dated September 08, 2025 relating to Notice of 415 Annual General Meeting and Annual Report of the Company for the FY ended March 31, 2025

In continuation to our earlier intimation dated September 08, 2025, we are submitting herewith the Corrigendum to the Notice of 41 Annual General Meeting ('AGM") of the Members of the Company scheduled to be held on Tuesday, September 30, 2025 at 12:00 P.M (IST) through Video Conference/ Other Audio- Visual Means in accordance with the applicable circulars issued by Ministry of Corporate Affairs ('MCA") and the Securities and Exchange Board of India ('SEBT').

This Corrigendum is being issued by way of a clarification and is intended to form an integral part of the AGM Notice.

Members and other stakeholders are requested to read the AGM Notice in conjunction with this Corrigendum. All other contents of the AGM Notice save and except as clarified, modified or supplemented by this Corrigendum, shall remain unchanged.

The Corrigendum is being dispatched to the Members by electronic means on the email addresses registered with the Depository Participant(s)/ Company/ the Registrar and Share Transfer Agents of the Company. Copy of this Corrigendum will also be available on the website of the Company at https://www.avivaindustries.com/investor.html

This may be treated as a disclosure under Regulation 30 and other applicable provisions of SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015, as amended.

You are requested to take the same on record.

Yours faithfully, For, AVIVA INDUSTRIES LIMITED BHARVIN PATEL Digitally signed by BHARVIN PATEL Date: 2025.09.24 16:34:00 +05'30'

BHARVIN PATEL SURESHBHAI Director DIN: 01962391

Opp. Indraprastha, Borivali (W) Mumbai, Maharashtra 400092

Registered Office : 4th Floor, Jaya Talkies, S. V. Road, Corporate Office : C-3/1001, Anushruti Tower, Near Jain Temple, Opp. New York Tower, Near Thaltej Cross Road, S. G. Highway, Ahmedabad 3800;4 Phone/Fax : +91-79-26856515/16, Email : [email protected] Website : www.avivaindustries.com | CIN : L51100MH1984PLC034190

CORRIGENDUM TO THE NOTICE OF 41 ANNUAL GENERAL MEETING

This Corrigendum is being issued to the Notice of 41 Annual General Meeting (AGM) of the Members of the Company scheduled on Tuesday, September 30, 2025 at 12:00 P.M. (IST) through Video Conferencing ('VC") / Other Audio Visual Means ("OAVM").

This Corrigendum to the Notice of AGM dated September 24, 2025 is being issued by way of a clarification and shall form an integral part of the Notice of AGM which has already been circulated to shareholders of Company on September 08, 2025. The Notice of the AGM shall always be read in conjunction with this Corrigendum.

Item No. 10 To Consider and approve Issuance and allotment up to 3,10,00,000 fully convertible equity warrants of the company in one or more tranches by way of preferential basis

To Consider and if thought fit, to pass with or without modification(s), the following resolution as Special Resolution:

"RESOLVED THAT pursuant to the provisions of Sections 23(1)(b), 42, 62(1)(c) and other applicable provisions, if any, of the Companies Act, 2013 (the "Act"), the Companies (Prospectus and Allotment of Securities) Rules, 2014, the Companies (Share Capital and Debentures) Rules, 2014 and other applicable rules made thereunder (including any statutory modification(s) or re-enactment(s) thereof for the time being in force) and in accordance with the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 (the "SEBI ICDR Regulations") and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the "SEBI Listing Regulations"), as amended from time to time, the listing agreements entered into by the Company with BSE Limited (the "Stock Exchange") on which the equity shares of the Company having face value of Re. 10 each ("Equity Shares") are listed, and subject to any other rules, regulations, guidelines, notifications, circulars and clarifications issued thereunder from time to time by the Ministry of Corporate Affairs, the Securities and Exchange Board of India ("SEBT') and/or any other competent authorities (hereinafter referred to as "Applicable Regulatory Authorities") from time to time to the extent applicable and the enabling provisions of the Memorandum of Association and Articles of Association of the Company, and subject to such approvals, consents and permissions as may be necessary or required , the consent and approval of the Members of the Company ("Members") be and is hereby accorded to the Board of Directors of the company to create, issue, offer and allot up to 3,10,00,000 Fully Convertible Equity Warrants at issue price of Rs 28/- per Convertible Equity Warrant including premium of Rs. 18/- per Convertible Equity Warrant aggregating upto Rs 86,80,00,000/- (Eighty Six Eighty Lakhs only) or such other price as may be determined in accordance with the provisions of Chapter V of SEBI (ICDR) Regulations, convertible into equivalent number of fully paid up equity share of the company of face value of Re. 10/- (Rupees Ten Only) at an option of the proposed Allottees, within a maximum period of 18 months from the date of allotment of warrants to specified investors, on a preferential basis ("Preferential Issue"), and on such terms and conditions as may be determined by the Board, to the following persons ("Proposed Allottees Non-Promoter/Public) as detailed below:

Regislered Office : 4th Floor, Jaya Talkies, S. V. Road, Corporate Office : C-3/1001, Anushruti Tower, Near Jain Temple, Opp. G . New York Tower, Near Thaltej Cross Road, S. G. Highway, Ahmedabad Opp. Indraprastha, Borivali (W) Mumbai, Maharashtra 380054, Phone/Fax: +91-79-26856515/16, Email aviva,an{d@gmail,com 400092. Website : www.avivaindustries.com | CIN : L51100MH1984PLC034190

Sr.
No.
Name of Proposed Allottee Equity
No.
of
'Warrant
proposed
be
to
issued
Category
1
:
Anandbhai Jankabhai Gavli 16,00,000 Non
Public
-Institutional
-
-
Resident Individual
)
:
Md Zahid 16,10,000 Non
Public
-Institutional
-
-
Resident Individual
3
Surti Viralkumar Sureshbhai 16,20,000 Non
Public
-Institutional
-
-
Resident Individual
4
Jitendrasinh Jashvantsinh
Thakor
15,90,000 Non
Public
-Institutional
-
-
Resident Individual
5
:
Pravinbhai Kashyabhai Jogari 15,95,000 Non
Public
-Institutional
-
-
Resident Individual
6
Khalifa Irfan Yusufmiya 15,85,000 Non
Public
-Institutional
-
-
Resident Individual
7
:
Parmar Rajubhai Senabhai 16,00,000 Non
Public
-Institutional
-
-
Resident Individual
3
Pruthviraj Jesingbhai Rathod 15,80,000 Non
Public
-Institutional
-
-
Resident Individual
9
:
Parmar Sanjay Dilipbhai 16,05,000 Non
Public
-Institutional
-
-
Resident Individual
10
:
Hinhor
Mahesh Madubhai
16,10,000 Non
Public
-Institutional
-
-
Resident Individual
1
:
Mavi Vijay Kanubhai 16,15,000 Non
Public
-Institutional

-
Resident Individual
2
:
Parmar Alkeshbhai Ratanbhai 16,20,000 Non
Public
-Institutional
-
-
Resident Individual
3
:
Ganpatbhai
Gvoinbhai Parmar
16,15,000 Non
Public
-Institutional
-
-
Resident Individual
14
!
Chavdhari Navinbhai Rameshbhai 15,95,000 Non
Public
-Institutional

-
Resident Individual
5
:
Bamaniya
Pareshbhai
15,90,000 Non
Public
-Institutional
-
-
Resident Individual

Registered Office : 4th Floor, Jaya Talkies, S. V. Road, fiown;atr: gffice :NC-J/;::D'I, Anushruti Tower, Near Jain Temple, Opp. &t . ew York Tower, Near Thaltej Cross Road, S. G. Highway, Ahmedabad Opp. Indraprastha, Borivali (W) Mumbai, Maharashtra 380054, Phone/Fax: 491-79-26856515/16, Emal - [email protected] 400092 Website : www.avivaindustries.com | CIN : L51100MH1984PLC034190

16. Yogeshkumar Bamaniya 4,90,000 Non
Public
-Institutional
-
-
Resident Individual
17. Akash Chandrasinh Bhil 16,20,000 Non
Public
-Institutional
-
-
Resident Individual
18. Solanki Arjunsinh Gambhirsainh 16,20,000 Non
Public
-Institutional
-
-
Resident Individual
19. Rameshbhai Kukabhai
Bamniya
16,20,000 Non
Public
-Institutional
-
-
Resident Individual
20. Rathod Papubhai Babubhai 16,20,000 Non
Public
-Institutional
-
-
Resident Individual
TOTAL 3,10,00,000

RESOLVED FURTHER THAT in terms of the provisions of Chapter V of the SEBI ICDR Regulations, the relevant date for determining the floor price for the Preferential Issue of the warrant is Friday, 29 August, 2025 ("Relevant Date") being the date 30 days prior to the date on which this resolution shall be considered to be passed.

RESOLVED FURTHER THAT without prejudice to the generality of the above Resolution, the issue of the Equity Warrant convertible into Equity Shares under the Preferential Issue shall be subject to the following terms and conditions apart from others as prescribed under applicable laws:

  • a) Each Warrant held by the proposed allottee shall entitle each of them to apply for and obtain allotment of 1 (One) Equity Share of the face value of Re. 10/- (Rupees Ten Only). The Equity Warrants may be exercised by the Warrant holder, in one or more tranches, at any time on or before the expiry of 18 months from the date of allotment of the 'Warrants by issuing a written notice to the Company specifying the number of Warrants proposed to be exercised along with the aggregate amount payable thereon. The Company shall accordingly, without any further approval from the Members, allot the corresponding number of Equity Shares in dematerialized form.
  • b) The proposed Equity Warrant allottees shall, on the date of allotment of Equity Warrants, pay an amount equivalent to at least 25% of the warrant issue price shall be payable upfront along with the application and the balance 75% shall be payable by the Proposed Allottee on the exercise of option of conversion of the warrant(s) in one or more tranches.
  • c) The Proposed Allottee shall pay the consideration of Equity Warrants convertible into equity shares to the company from its respective bank account and in case of joint holders the consideration shall be paid from the bank account of person whose name appears first in the application.

Registered Office : 4th Floor, Jaya Talkies, S. V. Road, fiolpo;at; Office : C-3/1001, Anushruti Tower, Near Jain Temple, Opp. Omp. lndraprastha, Borivali (W) Mumbai, Maharashtra lew York Tower, Near Thaltej Cross Road, S. G. Highway, Ahmedabad 400092380054. Phone/Fax : +91-79-26856515/16, Email : [email protected] Website : www.avivaindustries.com | CIN : L51100MH1984PLC034190

  • d) the Equity Shares proposed to be allotted pursuant to the conversion of these Equity 'Warrants shall be under lock in for such period as may be prescribed under SEBI ICDR Regulations.
  • e) The Convertible Equity Warrants so allotted under this resolution shall not be sold, transferred, hypothecated or encumbered in any manner during the period of lock-in provided under SEBI ICDR Regulations except to the extent and in the manner permitted there under.
  • f) The Convertible Equity Warrants shall be allotted to the proposed allottee within a period of 15 days from the date of passing of the special resolution by the Members, provided that where the allotment of Convertible Equity Warrants is subject to receipt of any approval or permission from any regulatory authority or Government of India, the allotment shall be completed within a period of 15 days from the date of receipt of last of such approvals or permissions.
  • g) The Convertible Equity Warrant holder may apply for the conversion of the outstanding Convertible Warrants into equity shares of the Company within 18 (eighteen) months from the date of allotment of the Equity Warrants on the payment of the specified consideration against each warrant.
  • h) In the event the Equity Warrant Holder(s) Equity do not exercise Warrants within the Equity Warrant Exercise Period (i.e 18 months from the date of allotment of Equity 'Warrants), the Equity Warrants shall lapse and the amount paid shall stand forfeited by the Company.
  • i) The issue of Equity shares on account of exercise option by proposed allottee shall rank pari passu with the existing paid-up equity shares of the company.
  • j) The issue of Equity Warrants arising from the exercise of the Equity Warrants shall be governed by the regulations and guidelines issued by SEBI or any other statutory authority as the case may be or any modifications thereof.
  • k) The Equity Warrants by itself until converted into Equity Shares, do not give to the 'Warrant Holder(s) any voting rights in the Company in respect of such Equity Warrants.
  • 1) The price determined above and the number of Equity Shares to be allotted on exercise of the Equity Warrants shall be subject to appropriate adjustments as permitted under the rules, regulations and laws, as applicable from time to time.
  • m) The Equity Shares arising from the exercise of the Equity Warrants will be listed on the Stock Exchanges subject to the receipt of necessary regulatory permissions and approvals as the case may be.

RESOLVED FURTHER THAT for the purpose of giving effect to this Resolution, the Board of Directors of the company, be and are hereby authorized to do all such acts, deeds, matters and things as it may, in its absolute discretion, deem necessary, desirable or expedient, including without limitation, issuing clarifications, resolving all questions of doubt, effecting any modifications or changes to the foregoing (including modification to the terms of the issue), entering into contracts, arrangements, agreements, documents (including for appointment of

agencies, intermediaries and advisors for the Preferential Issue) and to authorize all such persons as may be necessary, in connection therewith and incidental thereto as the Board in its absolute discretion shall deem fit without being required to seek any fresh approval of the Members and to settle all questions, difficulties or doubts that may arise in regard to the offer, issue and allotment of the warrants convertible into equity shares and listing thereof with the Stock Exchanges as appropriate and utilisation of proceeds of the Preferential Issue, take all other steps which may be incidental, consequential, relevant or ancillary in this connection and to effect any modification to the foregoing and the decision of the Board shall be final and conclusive.

RESOLVED FURTHER THAT any Board of Directors of the company be and are hereby authorized to delegate all or any of the powers herein conferred, as it may deem fit in its absolute direction, to any committee of the Board or any one or more Director(s)/ Company Secretary/any Officer(s) of the Company to give effect to the aforesaid resolution".

For, AVIVA INDUSTRIES LIMITED

Sd/- BHARVIN PATEL SURESHBHAI Director DIN: 01962391

Date: 24.09.2025 Place: Mumbai

Registered Office : 4th Floor, Jaya Talkies, S. V. Road, Corporate Office : C-3/1001, Anushruti Tower, Near Jain Temple, Opp. oA R New York Tower, Near Thaltej Cross Road, S. G. Highway, Ahmedabad Opp. Indraprastha, Borivali (W) Mumbai, Maharashtra 380054, Phone/Fax: +91-79-26856515/16, Email :aviva,af:[email protected] 400092. Website : www.avivaindustries.com | CIN : L51100MH1984PLC034190

EXPLANATORY STATEMENT

Item No. 10 To issue and allotment up to 3,10,00,000 fully convertible equity warrants of the company in one or more tranches by way of preferential basis.

In accordance with Sections 23(1)(b), 42 and 62(1)(c) and other applicable provisions of the Companies Act, 2013 (the "Act") and the Companies (Prospectus and Allotment of Securities) Rules, 2014, the Companies (Share Capital and Debentures) Rules, 2014 and other applicable rules made thereunder (including any statutory modification(s) or re-enactment(s) thereof for the time being in force) and in accordance with the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 (the "SEBI ICDR Regulations") and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the "Listing Regulations"), as amended from time to time, approval of shareholders of the Company by way of special resolution is required to issue of 3,10,00,000 Convertible Equity Warrants by way of preferential basis to allottees ("Proposed Allottees") at an issue price of Rs. 28/- per warrant ("Issue Price") or such other price as may be determined in accordance with the provisions of Chapter V of SEBI (ICDR) Regulations.

It may be noted that;

  1. All equity shares of the Company are already made fully paid up as on date.

  2. The current holding of Proposed Allottees in the Paid-up equity share capital of the Company is as follows:

Sr. Name
of
No. Allottee
Proposed Catesor
gory
No.
of
]SZl:l::?s,
already
Held
o,
e/(;uity
of
shares
held
by
d
propose
allottee
}Bzunlel;?cti:l
Owner
1. Anandbhai
Gavli
Jankabhai Public Non
-
Institutional
-
Resident
Individual
NIL Not
Applicable

Registered Office : 4th Floor, Jaya Talkies, S. V. Road, Corporate Office : C-3/1001, Anushruti Tower, Near Jain Temple, Opp. OppA lndraprastha, Borivali (W) Mumbai, Maharashtra New York Tower, Near Thaltej Cross Road, S. G. Highway, Ahmedabad y 380054. Phone/Fax : +91-79-26856515/16, Email : [email protected] 00092. Website : www.avivaindustries.com | CIN : L51100MH1984PLC034190

2. Md Zahid Public - Non
Institutional
-
Resident
Individual
NIL Not
Applicable
3. Surti
Sureshbhai
Viralkumar Public - Non
Institutional
-
Resident
Individual
NIL Not
Applicable
4. Thakor
Jashvantsinh
Jitendrasinh Public - Non
Institutional
-
Resident
Individual
NIL Not
Applicable
5. Pravinbhai
Jogari
Kashyabhai Public - Non
Institutional
-
Resident
Individual
NIL : Not
Applicable
6. Khalifa Irfan Yusufmiya Public - Non
Institutional
-
Resident
Individual
NIL Not
Applicable
7. Parmar Rajubhai Senabhai Public - Non Institutional
-
Resident
Individual
NIL Not
Applicable
8. Pruthviraj
Rathod
Jesingbhai Public - Non
Institutional
-
Resident
Individual
NIL : Not
Applicable
9. Parmar Sanjay Dilipbhai Public - Non
Institutional
-
Resident
Individual
NIL - Not
Applicable
10. Hinhor Mahesh Madubhai Public - Non Institutional
-
Resident
Individual
NIL Not
Applicable
11. Mavi Vijay Kanubhai Non
Public
-
Institutional — NIL
Resident
- Not
Applicable

Registered Office : 4th Floor, Jaya Talkies, S. V. Road, Opp. Indraprastha, Borivali (W) Mumbai, Maharashtra 400092

Individual
12. Parmar
Ratanbhai
Alkeshbhai Public - Non
Institutional
-
Resident
Individual
NIL : Not
Applicable
13. Ganpatbhai
Parmar
Gvoinbhai Public - Non
Institutional
-
Resident
Individual
NIL : Not
Applicable
14. Chavdhari
Navinbhai Public
Rameshbhai
Non
-
Institutional —
Resident
Individual
NIL : Not
Applicable
15. Pareshbhai Bamaniya Public - Non
Institutional
-
Resident
Individual
NIL Not
Applicable
16. Yogeshkumar Bamaniya Public - Non
Institutional
-
Resident
Individual
NIL Not
Applicable
17. Akash Chandrasinh Bhil Public - Non- NIL
Institutional
-
Resident
Individual
- Not
Applicable
18. Solanki
Gambhirsainh
Arjunsinh Public - Non- NIL
Institutional
-
Resident
Individual
- Not
Applicable
19. Rameshbhai
Bamniya
Kukabhai Public - Non- NIL
Institutional
-
Resident
Individual
- Not
Applicable
20. Rathod
Babubhai
Papubhai Public - Non- NIL
Institutional
-
Resident
Individual
- Not
Applicable

Note: The current holding of proposed allottees disclosed above is based on the Benpos as on September 05, 2025.

The Company is in compliance with the conditions for continuous listing of equity shares as specified in the listing agreement with the stock exchange where the equity shares of the

Registered Office : 4th Floor, Jaya Talkies, S. V. Road, 20""';': ?ffice :NC-3/;20'1, Anushruti Tower, Near Jain Temple, Opp. P 3 ew York Tower, Near Thaltej Cross Road, S. G. Highway, Ahmedabad Opp. Indraprastha, Borivali (W) Mumbai, Maharashtra 380054. Phone/Fax : +91-79-26856515/16, Email - [email protected] 400092. Website : www.avivaindustries.com | CIN : L51100MH1984PLC034190

Company are listed and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements), 2015, as amended, and any circular or notification issued by the SEBI thereunder;

The Company has obtained the Permanent Account Numbers of the proposed allottees. In terms of Section 102 of the Act, this Explanatory Statement sets out all the material facts in respect of aforementioned business. As required under Section 42 and 62(1)(c) of the Act read with Rule 14 of the Companies (Prospectus and Allotment of Securities) Rules, 2014 and Rule 13 of the Companies (Share Capital and Debentures) Rules, 2014 of Companies Act, 2013 and Chapter V of the SEBI ICDR Regulations, necessary information and details in respect of the proposed Preferential Issue of fully convertible equity warrants are as under:

i) Particulars of the Preferential Issue including date of passing of Board resolution:

The Board of Directors at their meeting held on Friday, September 05, 2025, subject to the approval of the Members in the AGM and such other approvals as may be required, approved the issuance of up to 3,10,00,000 Convertible Equity Warrants at issue price of Rs. 28/- per Equity Warrant, aggregating up to Rs 86,80,00,000/- (Eighty Six Crores and Eighty Lakhs only) or such other price as may be determined in accordance with the provisions of Chapter V of SEBI (ICDR) Regulations for cash consideration to a selected group of persons on a preferential basis.

ii) Kinds of securities offered and the price at which security is being offered and the aggregate amount proposed to be raised:

Up to 3,10,00,000 Convertible Equity Warrants at an issue price of Rs 28/- per Equity Warrant, up to Rs 86,80,00,000/- (Eighty Six Crore and Eighty Lakhs only).

iii) Objects of the Preferential Issue:

The proceeds of the Preferential Issue will be utilized for the below mentioned purposes (not necessarily in the same order):

  • L For Fixed assets 10 crore;
    1. For Working capital requirements for Agro business-370.00 Crore;
  • 1L For General Corporate Purposes- 36.80 Crore.

iv) The class or classes of persons to whom the allotment is proposed to be made:

The allotment is proposed to be made under the category of Promoters and Non-Promoters/ Public on Preferential basis

v) Maximum number of specified securities to be issued:

3,10,00,000 Convertible Equity Warrants.

vi) Relevant Date:

In terms of the provisions of Chapter V of the SEBI ICDR Regulations, relevant date for determining the floor price for the Preferential Issue is Friday, August 29, 2025, being the date 30 days prior to the date of remote e-voting.

vii) Basis on which the price has been arrived at and justification for the price (including premium, if any:

The equity shares of the company are listed on stock exchange (BSE Limited) and are infrequently traded in accordance with regulation 165 of the ICDR Regulations and BSE being the Stock Exchange with highest trading volumes for the preceding ninety trading days prior to the Relevant Date, has been considered for determining the floor price in accordance with the SEBI ICDR Regulations The floor price of Rs. 26.60/- is determined as per the pricing formula prescribed under the SEBI ICDR Regulations for the preferential issue of convertible warrant and it is higher of the following:

Sr
No Method Value 'Weights
1 PECV -1.79 0 0.00
NAV 19.44 75 1458.34
Market
August
Price
on
29,
as
3 2025 48.05 25 1201.25
Total 100 2659.59
Price 26.60

The price determined by the valuation report dated September 05, 2025 issued by CS Abhishek Chhajed, Registered Valuer (IBBI Registration No. IBBI/RV/03/2020/13674): Rs. 26.60/- per share.

The Board proposes to issue the warrant at a price of Rs. 28/- per warrant, which is not less than the above floor price determined in accordance with SEBI ICDR Regulations. The Board found it justified considering current scenario of the Company etc.

The Link of valuation reports link is https://avivaindustries.com/investor.html.

viii) The intent of Promoter(s)/Director(s)/Key Managerial Personnel to subscribe to the offer and contribution being made by the promoters or directors either as part of the offer or separately in furtherance of objects:

Promoters of the issuer intends to subscribe to the Offer. Further as on the date of this notice the promoters or directors intent to contribute for the furtherance of the objects.

ix) Pre and Post Preferential issue Shareholding pattern of the Company:

The Equity Warrants are proposed to be allotted to the Non-promoters/Public. Details of shareholding of the Promoters and Non-promoters in the Company, prior to and after the proposed Preferential Issue, are as under:

Category of Investor g;;les:"e Equity Issue
gl'::tres
Equity
S Shares Lo N 1
Shares
Group o
Promoter
and
{I':Id";z;m
7¢ 0o, 45309 9.78,801 3.01%
Promoters/Promoter
Indian
Group
R R :
Individuals / HUF - - - -
Bodies Corporate - - - -
Sub Total 9,78,891 65.30% 9,78,891 3.01%
Foreign Promoters/Promoter Group - - - -
::fli':;:::'g'::fip"r Promoter o 2291 65.30% 9,78,891 3.01%
Non-Promoters shareholding
Institutions - - - -
Mutual Funds - - - -
Banks / Other FI - - - -
Insurance Companies - - - -
FIIs - - - -
Sub Total - - - -
Non- Institutions
Bodies Corporate 53,583 3.57% 53,583 0.16%
Resident Indian
Overseas - - - -
Resident Individuals 4,13,293 27.56% 3,14,13,293 96.7%
HUF/APOS/LLP/Trusts 51,554 2.66% 51,554 0.16%
Clearing Member - - - B
NRIs 1679 0.11% 1679 0.00%

Registered Office : 4th Floor, Jaya Talkies, S. V. Road, Corporate Office : C-3/1001, Anushruti Tower, Near Jain Temple, Opp. OppA lndraprastha, Borivali (W) Mumbai, Maharashtra New York Tower, Near Thaltej Cross Road, S. G. Highway, Ahmedabad y380054. Phone/Fax : +91-79-26856515/16, Email : [email protected] 00092. Website : www.avivaindustries.com | CIN : L51100MH1984PLC034190

Foreign Companies - - - -
Sub Total 520109 34.70% 3,15,20,109 96.89%
Total Non-Promoters'
Shareholding
5,20,109 34.70% 3,15,20,109 96.89%
GRAND TOTAL 14,99,000 100.00% 3,24,99,000 100.00%

Note:

  • 1) The Pre-Isslue Shareholding Pattern is based on Benpos as on Friday, September 05, 2025.
  • 2) *The post-issue shareholding as shown above is calculated assuming full exercise of equity and warrants and consequent allotment of the equity shares of the Company.
  • 3) The post issue shareholding pattern, in the above table has been prepared on the basis that the proposed allottee(s) will subscribe to all the 3,10,00,000 Equity Warrants which gets converts into Equity Shares. In the event for any reason, the proposed allottee(s) do not or are unable to subscribe to and/or are not allotted the Equity Shares they intent to do so, the shareholding pattern in the above table would undergo corresponding changes.
  • 4) Ttis further assumed that shareholding of the Company in all other categories will change.
  • 5) The Company will ensure compliance with all applicable laws and regulations including the SEBI ICDR Regulations at the time of allotment of Equity Warrants of the Company.

x) Time frame within which the Preferential Issue shall be completed:

As prescribed under the SEBI ICDR Regulations, 2018 the Equity Warrant convertible into equity shares shall be allotted by the Company within a period of 15 days from the date of passing of this Special Resolution, provided that where the allotment of the proposed Equity warrants convertible into equity shares is pending on account of receipt of any approval or permission from any regulatory or statutory authority, the allotment shall be completed within aperiod of 15 days from the date of receipt of last of such approvals or permissions.

xi) The percentage of post preferential issue capital that may be held by the allottee(s) and change in control, if any, in the issuer consequent to the preferential issue and Identity of the natural persons who are the ultimate beneficial owners of the Equity 'Warrants proposed to be allotted and/or who ultimately control the proposed allottees,

N
o.
S Proposed
r. Allottee
Category Ultimate
Beneficial
Owners
No.
Warrants Preferenti Issue
issued
of *Post
al
Capital
that
be held by held
proposed
Post
%
share of shares
that
may maybe
by
propose
Holding
--------- ------------------------------- ---------- ---------------------------------- -------------------------------------------------- ---------------------------------------------------------------------- -------------------------------------------------------------------------- ---------

Registered Office : 4th Floor, Jaya Talkies, S. V. Road, Corporate Office : C-3/1001, Anushruti Tower, Near Jain Temple, Opp. UDpA Indraprastha, Borivali (W) Mumbai, Maharashtra New York Tower, Near Thaltej Cross Road, S. G. Highway, Ahmedabad 380054. Phone/Fax : +91-79-26856515/16, Email : [email protected] 400092. Website : www.avivaindustries.com | CIN : L51100MH1984PLC034190

allottees d allottes
Pre-
tial
*Post
Preferen Preferenti
al
I. Anandbhai
Jankabhai
Gavli
Public
Non-
Institutional
Resident
-
Individual
- Not
Applicable
16,00,000 16,00,000 4.92 0 16,00,000
2. Md Zahid Public
o
- Non
Institutional
Resident
-
Individual
Not
Applicable
16,10,000 16,10,000 4.95 0 16,10,000
3. Surti
Viralkumar -
Sureshbhai
Public
- Non
Institutional
Resident
-
Individual
Not
Applicable
16,20,000 16,20,000 4.98 0 16,20,000
4. Thakor
Jitendrasinh -
Jashvantsin Institutional
h
Public
- Non
Resident
-
Individual
Not
Applicable
15,90,000 15,90,000 4.89 0 15,90,000
5. Pravinbhai

Kashyabhai -
Togari
Public
- Non
Institutional
Resident
-
Individual
Not
Applicable
15,95,000 15,95,000 4.90 0 15,95,000
6. Khalifa
[rfan
Yusufiniya
Public
- Non
Institutional
Resident
-
Individual
Not
Applicable
15,85,000 15,85,000 4.87 0 15,85,000
7. Parmar
Rajubhai
Senabhai
Public
- Non
-
Institutional
Resident
-
Individual
Not
Applicable
16,00,000 16,00,000 4.92 0 16,00,000

Registered Office : 4th Floor, Jaya Talkies, S. V. Road, Opp. Indraprastha, Borivali (W) Mumbai, Maharashtra 400092

Corporate Office : C-3/1001, Anushruti Tower, Near Jain Temple, Opp. New York Tower, Near Thaltej Cross Road, S. G. Highway, Ahmedabad 380054. Phone/Fax : +91-79-26856515/16, Email : [email protected] Website : www.avivaindustries.com | CIN : L51100MH1984PLC034190

Public
8. Pruthviraj
Jesingbhai
Rathod
- Non
-
Institutional
Resident
-
Individual
Not
ot
Applicable
15,80,000 15,80,000 4.86 0 15,80,000
9. Parmar
Sanjay
Dilipbhai
Public
- Non
-
Institutional
Resident
-
Individual
Not
ot
Applicable
16,05,000 16,05,000 4.93 0 16,05,000
10. Hinhor
Mahesh
Madubhai
Public
- Non
-
Institutional
Resident
-
Individual
Not
ot
Applicable
16,10,000 16,10,000 4.95 0 16,10,000
11 Mavi
Kanubhai
Vijay Public
- Non Not
-
Institutional
Resident

Individual
Applicable 16,15,000 16,15,000 4.96 0 16,15,000
12. Parmar
Alkeshbhai
Ratanbhai
Public
- Non
-
Institutional
Resident
-
Individual
Not
ot
Applicable
16,20,000 16,20,000 4.98 0 16,20,000
13. Ganpatbhai

Gvoinbhai
Parmar
Public
- Non
-
Institutional
Resident
-
Individual
Not
o"
Applicable
16,15,000 16,15,000 4.96 0 16,15,000
14. Chavdhari

Navinbhai
Rameshbhai Institutional
Public
- Non Not
-
Resident

Individual
Applicable 15,95,000 15,95,000 4.90 0 15,95,000
15. Pareshbhai

Bamaniya
Public
- Non
-
Institutional
Resident
-
Individual
Not
Applicable
15,90,000 15,90,000 4.89 0 15,90,000

Registered Office : 4th Floor, Jaya Talkies, S. V. Road, Opp. Indraprastha, Borivali (W) Mumbai, Maharashtra 400092

Corporate Office : C-3/1001, Anushruti Tower, Near Jain Temple, Opp. New York Tower, Near Thaltej Cross Road, S. G. Highway, Ahmedabad 380054. Phone/Fax : +91-79-26856515/16, Email : [email protected] Website : www.avivaindustries.com | CIN : L51100MH1984PLC034190

16. Yogeshkum Public
o
Bamaniya
- Non
:
Institutional
Resident
-
Individual
N
ot
Applicable
4,90,000 4,90,000 1.50 0 4,90,000
17 Akash
Chandrasin -
h Bhil
Public - Non Not
Institutional
Resident
-
Individual
Applicable 16,20,000 16,20,000 4.98 0 16,20,000
18. Solanki
Arjunsinh
Gambhirsai
nh
Public - Non Not
-
Institutional
Resident
-
Individual
Applicable 16,20,000 16,20,000 4.98 0 16,20,000
19. Kukabhai
Bamniya
Rameshbhai Public - Non Not
-
Institutional
Resident
-
Individual
Applicable 16,20,000 16,20,000 4.98 0 16,20,000
20. Rathod
Papubhai
Babubhai
Public - Non Not
-
Institutional
Resident
-
Individual
Applicable 16,20,000 16,20,000 4.98 0 16,20,000

xiii) The justification for the allotment proposed to be made for consideration other than cash together with valuation report of the registered valuer:

The allotment is proposed to be made for consideration in cash.

xiv) Intimation on conversion of securities or on lapse of the tenure of the instrument:

3,10,00,000 Convertible Equity Warrants would be allotted only upon payment of 25% of the price of Equity warrant at the time of allotment. Each Equity warrant is convertible into 1 Equity Share and the conversion can be exercised at any time within a period of 18 months from the date of allotment, in one or more tranches, as the case may be and on such other terms and conditions as applicable. Option for conversion of warrants will be available upon payment of full price of warrant before such exercise of option.

xv) Change in Control, if any, in the Company consequent to the preferential issue:

There shall be no change in the management or control of the Company pursuant to the issue of Equity warrants on preferential basis.

xvi) Lock-in Period:

Registered Office : 4th Floor, Jaya Talkies, . V. Road, fi';'v:"';;'r: g;fi": :NC-JI;gD'Il, 'E'"s'"": T:WSE'. Jow it oo, O G . wer, Near Thaltej Cross Road, S. G. Opp. Indraprastha, Borivali (W) Mumbai, Maharashtra 380054. Phone/Fax : 491 -79-2'6856515/15,'Emai| avi'i:'!lydéflfififi: 400092. Website : www.avivaindustries.com | CIN : L51100MH1984PLC034190

The Equity Warrants and the Equity Shares allotted on account of the exercise of option by the warrant holder shall be locked for such period as specified under Regulation 167, 168 and other applicable regulations of SEBI ICDR Regulations.

xvii) The number of persons to whom allotment on preferential basis have already been made during the year, in terms of the number of securities as well as price.

During the Current Financial year 2025-26, the company has not made any preferential issue.

xviii) Material terms of raising such warrants:

As mentioned in the proposed resolution.

xix) Undertakings:

  • a) Every Director and Promoter of the company has individually given an undertaking declaring that none of them is declared as wilful defaulter or fraudulent borrower as defined under the SEBI ICDR Regulations therefore disclosures specified in Schedule V1 is not required to given.
  • b) Every Directors and Promoter of the company has individually given an undertaking declaring that none of them is declared as a fugitive economic offender as defined under the SEBI ICDR Regulations.
  • c) Inthe event the price of the securities determined in accordance with the provisions of SEBI ICDR Regulations is different from the price determined by the company, the issue price shall be re-computed in terms of the provision of the SEBI ICDR Regulation.
  • d) That if the amount payable on account of the re-computation of price is not paid within the time stipulated in these regulations, the specified securities shall continue to be locked in till the time such amount is paid by the allottees.

xx) Certificate from Practising Company Secretary:

The certificate from M/s. SCS AND CO. LLP, Practicing Company Secretary (Membership No.11334/COP:15131) certifying that the preferential issue is being made in accordance with the requirements contained in the SEBI ICDR Regulations shall be made available for inspection by the Members during the meeting and will also be made available on the Company's website and will be accessible at link https:/avivaindustries.com/investor.html

For, AVIVA INDUSTRIES LIMITED

Sd/- BHARVIN PATEL SURESHBHAI Director DIN: 01962391

Date: 24.09.2025 Place: Mumbai

Registered Office : 4th Floor, Jaya Talkies, S. V. Road, Corporate Office : C-3/1001, Anushruti Tower, Near Jain Temple, Opp. oA . New York Tower, Near Thaltej Cross Road, S. G. Highway, Ahmedabad Opp. Indraprastha, Borivali (W) Mumbai, Maharashtra 380054, Phone/Fax: +91-79-26856515/16, Email aviva,an:'[email protected] 400092. Website : www.avivaindustries.com | CIN : L51100MH1984PLC034190